SE A C TY TWEN
S
U L I E F YE
1 1958: Sanborn Map Company
The history of the Sanborn Map Company is fascinating. In the 1860s a young surveyor by the name of D. A. Sanborn was hired by the Aetna Insurance Company to produce several maps of the city of Boston. Aetna used these maps to assess the fire insurance risks for specific buildings in the areas surveyed. The maps produced proved so successful that D. A. Sanborn started his own company, which came to be known as the Sanborn Map Company. Throughout the 1860s and 1870s, Sanborn expanded regionally, and by the late 1870s he had already mapped over fifty cities.1 By the 1920s, Sanborn Maps had become the market leader in fire insurance mapping in the United States. To better understand Sanborn Maps and what it produced, it is important to understand the fire insurance industry. Fire insurance had its origins in England after the Great Fire of 1666, which destroyed more than 13,000 houses in the city of London and made approximately 20 percent of London’s inhabitants homeless. During the 1700s and 1800s, this industry migrated over to the United States, administered first by British companies that had the royal decree to operate this business, and later by American firms that pioneered the industry locally. By the late 1800s, fire insurance companies were prominent in larger cities such as Boston and Philadelphia. These companies underwrote risk and determined pricing by inspecting
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Figure 1.1.
the individual building in question for construction type, construction materials, number of windows, and other factors related to the structure including the surrounding structures. The methodology used thus required a field inspection by a professional surveyor. As field inspections were both time-consuming and very expensive, a company that produced maps with enough detail to assess fire risk appropriately had obvious advantages. First,
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rather than assessing one structure at a time, it was far more efficient to work through a block or even a city neighborhood at a time. More important, rather than using the generated information once for one insurer, a map had the advantage of scale; once produced, a map could be used by multiple insurance companies to assess the risk for the same set of underlying structures.2 This is similar to, for example, the modern seismic exploration industry—the industry that generates the cartography necessary for oil companies to drill for oil offshore. Companies such as TGS-Nopec, for example, benefit from similar benefits of scale. TGS-Nopec conducts 2D and 3D surveys of ocean floor regions such as the Gulf of Mexico and then sells this information to major oil companies who are interested in drilling in the region. In the context of its time, Sanborn Maps’ mapping was also very much aligned with the practice of multi-insurance; it was quite common for larger industrial structures to be insured by several insurance companies, each of whom only assumed a portion of the risk. Although the initial cost of producing such detailed maps was extremely high, once Sanborn had invested the large up-front costs of mapping a city, its continued operations in a region were much less capital intensive. Often the continued work necessitated only a few surveyors in a region monitoring changes in roads and construction and sending this information to the Sanborn headquarters’ cartography department to issue edits to the maps. This meant that as time went on, Sanborn would make very nice margins. However, if a competitor were to enter that same market and both Sanborn and the competitor had to share the revenues available from customers in the city, the smaller amount of revenues in a divided market would no longer justify the up-front investment of mapping. Hence, once Sanborn had mapped a city, no second competitor would enter a market. This second point left the industry ripe for consolidation. Given this background, it is not difficult to understand how a well-run company like Sanborn Maps, which focused meticulously on training its staff to produce exacting and high-quality maps, and which was aggressive in its expansion both organically and later via acquisitions, would become very successful. Although there were several other mapping companies in the late 1800s, including the Jefferson Insurance Company, Hexamer & Locher, Perris & Brown (which merged with Sanborn in 1889), and the Dankin Map Company, Sanborn Maps was the dominant player by the 1920s.3 One last fact that helped significantly in this transformation was the insurance companies’ need for standardization. As insurance companies generally preferred to train their underwriters on one standard, a
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company that ensured a systematic surveying process on a national scale had the advantage. By 1958, when Warren Buffett invested, Sanborn had been the dominant player in its industry for several decades. For an idea of the product that Sanborn produced, see figures 1.2 and 1.3 for copies of one of Sanborn’s maps for the city of Boston, dated 1867.4 True to its original purpose of assisting in the estimation of fire risk for insurance companies, Sanborn’s maps included details of not only streets and houses of a city but also such items as diameter of water mains underlying streets, number of windows, elevator shafts,
Figure 1.2.
Sanborn map of the city of Boston key (1867).
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Figure 1.3.
Sanborn map of the city of Boston (1867). (D. A. Sanborn. Insurance Map of Boston. Map. New York: 1867. From Library of Congress, Sanborn Map Collections.)
construction materials for buildings, and production lines for industrial facilities. The commercial product sold to its customers would typically be a large volume of maps that weighed approximately fifty or so pounds, which would cover the detailed layouts for a particular city. In addition to the initial cost of the volume, Sanborn charged a subscription fee for
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its customers to keep their maps revised, which ran approximately $100 per year for a medium-sized city such as Omaha. While the uses of such detailed maps had expanded to include public utilities, mortgage companies, and tax authorities, it was known that as late as 1950, 95 percent of Sanborn’s revenues still came from a core group of about thirty insurance companies.5 All things considered, Sanborn was a great business up to the 1950s. It provided a critical service to its customers and in return got steady and profitable recurring revenues. Unfortunately for Sanborn, in the 1950s a new technology was developed that offered a substitute for Sanborn’s maps. Instead of using maps to gauge insurance risks based on structures and surroundings, insurance companies could now depend on algorithmic calculations based on financial information such as costs of the structures. This methodology was called “carding.” Even more unfortunate for Sanborn, more and more insurance companies were using carding. By 1958, when Buffett began investing in Sanborn, profit margins had decreased dramatically for several years, and the share price had dropped to roughly $45 per share compared to the $110 per share it commanded in 1938 (a drop of almost 60 percent).6 Referencing Buffett’s annual letter to BPL shareholders, this occurred in the same timeframe that the Dow Industrial Index moved from about 120 to about 550 (an increase of 360 percent). For someone considering investing in Sanborn Maps when Buffett was investing, the assessment likely would have been as follows: Sanborn was a near-perfect business for a long time, a sole provider of a critical service, with high returns on capital; however, in the last several years prior to 1958, the business had faced serious substitution by newer technology, which had clearly and significantly eroded its core business within the fire insurance industry. Despite its proud heritage, to an analyst who just started looking at the business, the business would have looked rather poor fundamentally as it seemed to be in a structural decline. Looking at the detailed financial information (see exhibit 1.1) for Sanborn Map Company (renamed First Pelham Corporation in 1959) contained in the original 1960 Moody’s Industrial Manual, one could see that both gross profit and net income had been gradually declining since 1950. Net income had declined approximately 10 percent per annum for the period 1950–1958. One area, however, where a more careful analysis would have revealed a somewhat different conclusion, which Buffett certainly picked up on, was that although declining, Sanborn Maps was far from a dead business.
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Exhibit 1.1 Selected Financial Information on Sanborn Map Co. from the Moody’s Manual for 1960 First Pelham Corp.
History: Incorporated in New York, Feb. 8, 1876 as Sanborn Map and Publishing Co. In 1899, name changed to Sanborn-Perris Map Co. and to Sanborn Map Co. in Dec. 1901; present name adopted Dec. 31, 1959, see “Reorganization” below. Reorganization—Name Change approved by stockholders Dec. 15, 1959 and effective Dec. 31 provided for transfer of map business to new New York company known as Sanborn Map Co., Inc.; change of corporate name to First Pelham Corp. and amendment of charter to extend powers and purposes of company to include trading in stock, bonds, and securities of other companies. As result, company became directly engaged only in managing its investment assets, including 315,000 common shares in new Sanborn Map received for operating assets. Business: Since Dec. 31, 1959, invests in all types of securities. Owns entire stock of Sanborn Map Co., Inc. which operates former map business and properties. Subsidiary: Sanborn Map Co., Inc., wholly-owned, surveys and publishes fire insurance and real estate maps of cities and towns throughout the U.S. and some of its territories. Sells principally to fire insurance companies and allied interests. Also mapping service in community planning, public utility records and market analysis. Publishing plant and main office located at Pelham, N.Y. Branch offices in Chicago and San Francisco, and sales offices in New York and Atlanta. Officers: C.P. Herbell, Pres.; H.E. Oviatt, Vice-Pres. and Sec.; R.E. Kellner, C.F. Doane, Vice-Pres.; C.H. Carr, Asst. Vice-Pres.; F. H. Kleist, Treas.; D.G. Dobbins, Asst. Sec. Directors: D.R. Ackerman, Esmond Ewing, H.H. Flagg, C.P. Herbell, H.W. Miller, H.E. Oviatt, W.B. Rearden, J.S. Taber, W.C. Ridgway, Jr., W.L. Nolen, J.A. North, L.A. Vincent, P.S. Brown, W.E. Buffett No. of Stockholders: Dec. 31, 1959, 1,475. No. of Employees: Dec. 31, 1959, 350. Auditors: Child, Lawson & Leonard. Office: 629 Fifth Ave., Pelham, N.Y. Capital Stock: 1. First Pelham Corp. common; pay $25 OUTSTANDING—105,000 shares; par $25 (changed from $100 par, Oct., 1934, five $25 shares issued for each $100 share).
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Table 1.1.
Income account, years ended Dec. 31 1959 Gross profit Oper. expenses Operating profit Other income, net Total income Fed. income tax Net income Retain. earn., 1–1 Dividends Pr. yr. tax adj., net Other deduct. Prof. secur. sold Retain. earn., 12–31
1958
$665,693 533,573 132,120 228,013 360,133 77,608 282,526 1,664,749 267,750 1,752 — 8 1,681,281
$706,168 542,765 163,403 242,862 406,265 103,400 302,866 1,659,351 283,500 cr 1,465 5,735 dr 9,698 1,664,749
Table 1.2.
Earnings, years to Dec. 31 Gross profit ($) 1959 1958 1957 1956 1955 1954 1953 1952 1951 1950
665,693 706,168 774,785 800,890 1,151,648 1,196,199 1,170,047 1,152,705 1,216,617 1,344,170
Net income ($)
No. of shares
Earn. on com.
282,526 302,866 372,185 418,980 537,078 550,998 513,223 511,873 537,742 679,935
105,000 105,000 105,000 105,000 105,000 105,000 105,000 105,000 105,000 105,000
2.69 2.88 3.54 3.99 5.12 5.25 4.89 4.87 5.12 6.48
DIVIDENDS—(Payments since 1934 follow): At the time of the 4 for 1 split-up in 1934, paid one share extra, in stock. TRANSFER AGENT AND REGISTRAR—Marine Midland Trust Co., New York. Source: Moody’s Manual of Industrial and Miscellaneous Securities (1960), 915.
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Table 1.3.
Balance sheet, as of Dec. 31 1959 Assets: Cash Accts. receivable Inventories Prepayments Total current Fixed assets, net Invest., cost[1] Deferred charges Total Liabilities: Wages payable Accounts payable Fed. income tax Other accr. tax Total current Deferred income Capital stk. ($25) Retained earnings Total Net current assets Net tang. per sh.
1958
$425,831 444,430 830,331 4,726 $1,705,319 154,356 2,601,873 6,000 $4,467,547
$227,852 414,860 1,068,785 6,404 $1,717,902 155,540 2,592,706 — $4,466,148
$8,494 29,610 77,608 45,555 $161,267 — 2,625,000 1,681,281 $4,467,547 $1,544,052 $41.01
$6,908 19,814 100,987 43,140 $170,850 5,550 2,625,000 1,664,749 $4,466,148 $1,547,052 $40.85
[1]Mkt. value: 1959, $7,349,323; 1958, $6,972,884. Table 1.4. 1935–36 1941 1945 1952–55 1958
$5.00 5.00 4.00 4.50 2.70
1937–39 1942–43 1946–47 1956 1959
$6.00 4.00 4.50 4.00 2.55
1940 1944 1948–51 1957 1960*
$7.00 4.25 5.00 3.50 0.60
*To Apr. 16.
Table 1.5. Price range High Low
1959
1958
1957
1956
1955
65 52
54 ¼ 37 ½
54 36
70 57
75 64
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Referring to the financial data and services to customers in the boxes, we see that although the business had certainly been negatively affected by
Services to Customers Sanborn
In order to familiarize our shareholders with the type of services performed by the company, some typical examples of assignments are mentioned briefly in the following paragraphs: Design and produce for the Naval Facilities Engineering Command, Philadelphia, Pa., a Community Shelter Atlas of Lancaster County, Pa. This represents a graphic inventory of structure locations presently identified in the Civil Defense Program. The land use inventory and resulting land use maps of the 149 square miles comprising Floyd County, Indiana. Election district maps of New York City as a result of a new re-apportionment. Brush Hazard Surveys at San Rafael Hills and Verdugo Mountains in the Los Angeles area requiring the inspection and listing of 16,000 structures; and in another area of more than 125 square miles extending from San Bernardino to Santa Barbara, Calif. More than 30,000 structures have been inspected and listed to date. Original maps of Bethlehem Steel Company’s new facilities at Burns Harbor Steel Plant and the Pinole Fabricating Works at Richmond, Calif., as well as the revision of existing Bethlehem Steel Company maps at Bethlehem, Johnstown and Lebanon, Pa. Block counts totaling more than 4,000,000 housing units in the New York, Chicago, Dallas, Fort Worth, Houston, and San Antonio metropolitan areas. These counts are posted on appropriate maps for use in determining dealership territories for Avon Products, Inc. The annual land use revision service and household count for the New York City Planning Commission. The land use revision service and area computations of land use changes in Philadelphia for the Philadelphia City Planning Commission. Thumbnail sketches for approximately 50 localities for a television service. Distribution system maps compiled and drafted for American Water Works, Inc. and other water companies operating in the state of New York, New Jersey, Pennsylvania, and Kentucky.
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Conversion of the twelve volume Portland, Ore. Insurance maps series to black and white format; adding real estate description to the existing maps sheets; and, the surveying of 120 additional sheets. The custom surveying and publication of 30 Sanborn map sheets at Sioux City, Iowa; 25 sheets at Detroit, Mich.; and other sheets at Richmond and Coronado, Calif. Our diagram service continued to expand during the year. In the educational field, we are diagramming new plans of Princeton and Yale Universities. We also have increased the number of customers using our diagram services for insurance and other related purposes. Source: Sanborn Maps, Annual Report FY 1966, 3.
Mergers among insurance companies and innovations in underwriting procedures have diminished the use of maps in the insurance industry for the time being. This has made it necessary for us to become increasingly selective with respect to fire insurance map revision services to meet present day requirements. As a consequence our income from this industry has declined; but, on the other hand, the demand for custom inspection and map service from non-insurance categories has been increasing and will continue to do so in the future. From our studies, it seems inconceivable that there will not be a continuing need for our services in one form or another by the insurance companies in the years to come. We shall actively explore all possibilities in this direction. Source: Sanborn Maps, Annual Report FY 1966, 4.
the emergence of the new technology (carding) in the mid-1960s more than in 1958, it is nevertheless the case that: (a) Even then, there was still a portion of business that involved the traditional mapping services for insurance purposes; traditional mapping was not disappearing overnight and in fact had demanded revision services. (b) There were always many alternative purposes for the surveying done by Sanborn Maps that were unaffected by the carding phenomenon.
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Buffett himself noted in his annual letter to shareholders year-end 1960 that at the time, $500 million worth of fire insurance premiums were still underwritten by companies that utilized fire insurance maps, and Sanborn was still profitable, although its net income margin had decreased significantly over the years. Referring again to the Moody’s document (see exhibit 1.1), we can see that the operating income from the historical Sanborn business had fallen to a bit above $100,000 by 1959, but that this figure seemed to be stabilizing. Specifically, a potential investor would have seen a stabilizing core business that generated around $100,000 per annum and some source of investment income of around $200,000 per annum. The key here seems to be that the Sanborn Map Company, during the time of Buffett’s investment, was clearly still profitable. The second part of the analysis focuses on valuation. With a market price of $45 per share and 105,000 shares outstanding, Sanborn Map Co. had a total market capitalization of $4.73 million. Even accounting for the significant inflation since 1960, this company was clearly a small cap company. Based on numbers provided in the partnership letter and those referenced previously ($100,000 income from the operating business and about $2 million in revenues),7 Sanborn stock was valued at an unadjusted 2.4× revenues and 47× 1959 trailing full-year earnings. For a business in terminal decline, this definitely would not have looked cheap based on its earnings power alone. In fact, we would have to assume that net income would have to go back almost to its 1938 $500,000 level for the stock to be trading at earnings multiple of 10× (at a $45 share price), which I would consider more reasonable for a stock with such structural risk. Even at that valuation, without any other considerations, a normal investor would not be inclined to invest in a structurally declining business. This indicates that Buffett may have seen something in the fundamentals of the business that made it look significantly more attractive. In his annual partnership letter of 1961, Buffett does allude to the possibility of improving the company’s operations because management had been neglecting the core mapping business. Also, he seems to point to opportunities to repackage and reuse the plethora of available information collected by Sanborn Maps for a revised product offering that would be more usable for customers, indicating another positive possibility for the company. In any case, Buffett certainly would have deviated from the perception of an analyst who had taken a superficial look at Sanborn and dismissed it as a dying business due to the introduction of carding technology.
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But the most interesting part in the investment case of Sanborn Maps was not in the operating business. What Buffett clearly saw, and where others may have not paid enough attention, would have been found in the balance sheet of Sanborn Maps in 1959.8 This balance sheet reveals that Sanborn Maps had built a securities portfolio of bonds and stocks worth $7 million. This was more than the value of the entire company. Specifically, in his letter to the partnership, Buffett discusses a business with potential for being turned around, and that was trading at a negative value if one considered the value of the investment portfolio. He notes that this was the same company that twenty years before had been trading for roughly 18× P/E or $90 per share, excluding its investment portfolio at that time. In the end, this was an opportunity Buffett decided was worth investigating. At one point he had invested roughly 35 percent of the net asset value of BPL in Sanborn. What I found especially interesting in Buffett’s discussion was his detailed understanding of the lack of focus of the board of directors and their misalignment with the operational management. In my opinion, in this case, Buffett had a much more detailed understanding of the key stakeholders within the company than most investment analysts would have had. Specifically, he appeared to identify clear operational levers whereby the fundamental mapping business could be improved, which the management had not investigated simply due to a board of directors who were resistant to change. He states:
Prior to my entry on the Board, of the fourteen directors, nine were prominent men from the insurance industry who combined held 46 shares of stock out of 105,000 . . . the tenth director was the company attorney, who held ten shares. The eleventh was a banker with ten shares who recognized the problems of the company, actively pointed them out, and later added to his holdings. . . . The [management] officers were capable, aware of the problems of the business, but kept in a subservient role by the Board of Directors.
To get to this value as well as release the value of the investment portfolio, Buffett turned his stake into a control holding by acquiring a majority in Sanborn between 1958 and 1961. In 1961 Buffett finalized his investment by successfully separating Sanborn Map Co. into two separate entities. First, he took clear steps to separate the stifling board of directors from the fundamental map business, which was subsequently left to pursue operational
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improvements. This entity also received a $1.25 million reserve fund of stocks and bonds as additional capital for the turnaround. Second, the remainder of the investment portfolio value was realized via an exchange of portfolio securities for Sanborn Maps stock, which involved approximately 72 percent of outstanding stock of Sanborn Maps. As a last sweetener, the deal also included a smart tax structuring, which further saved shareholders approximately $1 million in corporate capital gains tax. When summarizing this investment, it seems that two key factors ultimately led to this investment. The obvious factor was the clear asset value present in the securities portfolio, which only required a way of realizing. Moreover, it cannot be ignored that the fundamental business, although in a structurally declining state, was not dead and not hemorrhaging cash, as is often the case with businesses trading below cash value. In fact, it was a business where Buffett likely saw potential for immediate improvement and possibly potential for a complete turnaround. In this case Buffett had to take a control position to be able to realize the value of the investment, which naturally also involved his deal-making abilities. The story of Sanborn Maps did not end in the 1960s. Over the next decades, the company did in fact manage to build upon its historical fire insurance mapping services to create several different lines of business and survive as an operating entity. Unbeknownst to most investors, Sanborn Maps still existed in 2015 and operated up until 2011 as a subsidiary of the UK media conglomerate DMGT, when it was sold to its management in a management buyout. Today, some of its main services include geospatial data visualization, 3–D mapping, aerial photography, field data collection, software services related to storm water, forest inventory management, and assessment of insurance risks such as wildfire.9 In fact, many of these services are directly related to Sanborn’s historical business of mapping, data collection, and analysis.